Allcargo Logistics Ltd

SEBI exemption order

• SEBI grants exemption to Shashi Kiran Shetty Family Trust from open offer requirements under SAST.
• Acquirer proposes to buy 51,54,24,268 equity shares, equating to 34.41% of paid-up equity.
• Transaction is an internal promoter-family reorganization for succession planning; no third-party involvement.
• There will be no change in ultimate beneficial ownership, economic interest, voting control, or overall control.
• Promoter group aggregate holding remains at 40.28%; public shareholding at 59.72%.
• Total equity share capital remains unchanged; target company's capital structure unaffected.
• SEBI order restricts exemption to open-offer requirements; other disclosures remain applicable.
• Order date: October 14, 2026; exemption valid for one year from date of order.
• Acquirer Trust to file SEBI report within 21 days of completion; trust deed covenants to be aligned.
• Exemption contingent on compliance with Master Circular and Companies Act provisions.

Exemption for internal promoter reorganization

• SEBI grants exemption from open offer requirements under SAST Regulations for the Acquirer Trust.
• Acquirer Trust to acquire up to 51,54,24,268 equity shares, 34.41% of total paid-up capital.
• Internal reorganization within promoter group for succession planning; no change in ultimate ownership or control.
• Total promoter and public shareholdings remain unchanged post-transaction; public shareholders unaffected.
• SEBI order: WTM/KCV/CFD/13/2026-27 dated October 14, 2026.
• Exemption valid for one year from the order date; acquisition to complete within period.
• Conditions include: file SEBI report within 21 days; comply with Master Circular; align trust covenants.
• Pre- and post-transaction promoter shareholding remains the same; acquirer to hold 34.41%.
• Open offer exemption is limited to SAST requirements; other disclosures remain.
• Intra-promoter transfer involves no third-party interests; trust mirrors promoters' holdings.

Meeting Details

• Date: 3 November 2026; time and venue not disclosed.

Key Agenda Items

• Approve unaudited standalone and consolidated financial results for Q2 ended September 30, 2026.

Other Notes

• Unaudited results will be available on the company website.

Dematerialisation processing and listing status

• Dematerialisation requests in the quarter ended 30 September 2026 were processed and confirmed to depositories.
• Securities dematerialised have been listed on the exchanges where the earlier securities are listed.
• Physical certificates for dematerialisation were mutilated and cancelled after due verification.
• The depository's name was substituted as registered owner within prescribed timelines.

Leadership transition

• Vijay Nehra appointed Chief Transformation Officer and MD Designate, effective Oct 1, 2026.
• He will become MD and CEO on January 1, 2027, subject to approvals.
• Ketan Kulkarni becomes Chief Growth Officer, Allcargo Group, from January 1, 2027.
• Kulkarni to lead sales, marketing and emerging-growth opportunities group-wide.
• Both report to Punit Misra, Chief Business Officer, Allcargo Group.
• This transition follows strategic restructuring post-demerger to sharpen leadership.
• Dinesh Lal appointed Chairman of Allcargo Logistics.

Leadership changes

• Ketan Kulkarni resigns as MD & CEO; Dec 31, 2026; to become Chief Growth Officer Jan 1, 2027.
• Vijay Nehra appointed Chief Transformation Officer & MD Designate from Oct 1 to Dec 31, 2026.
• Vijay Nehra appointed Additional Director from Oct 1, 2026.
• Vijay Nehra to be MD & CEO from Jan 1, 2027 for five years, subject to shareholders.

AGM Details

• Date/time: Sept 16, 2026, 3:00 PM; mode: VC/other audio-visual.

Key Resolutions

• Ordinary: Adopt standalone and consolidated financial statements for FY ended Mar 31, 2026.
• Ordinary: Reappointment of Kaiwan Kalyaniwalla as director.
• Special: Payment of commission to non-executive directors.
• Special: Continuation of Dinesh Kumar Lal as independent director beyond age 75.

Voting Results

• Resolution 1: Voting outcome not disclosed in transcript.
• Resolution 2: Voting outcome not disclosed in transcript.
• Resolution 3: Voting outcome not disclosed in transcript.
• Resolution 4: Voting outcome not disclosed in transcript.

Director Changes

• Kaiwan Kalyaniwalla to be reappointed as director.
• Continuation of Dinesh Kumar Lal as non-exec independent director post-75.

Deal overview

• Target: Allcargo Group Services Private Limited, India-based Business Support Services.
• Turnover FY2025-26: ₹18,00,000.
• Industry: Business Support Services.
• Authorized capital: ₹1 crore.
• Investment: 60 equity shares for ₹1,76,840.
• Form of consideration: cash via banking channels.
• Promoter group interest: holds target via promoter entities.
• Related party: associate of Allcargo Logistics.
• Audit Committee approval obtained.
• Regulatory approvals: none required.
• Timeline: completion on or before 30 September 2026.
• Existing shareholding in target: 25%.
• Strategic rationale: aligns profits/governance with group shareholding and shared service costs.
• Background: incorporated 01-Sep-2018; turnover ₹18 lakh FY2025-26.
• Presence: India.

Allcargo Logistics Limited: Trading window closed from Thursday, October 1, 2026; opens 48 hours after the declaration of the Un-Audited (Standalone and Consolidated) Financial Results of the Company, for the second quarter ending on September 30, 2026.